Other Disclosure. To the extent that Purchaser is required to disclose the Evaluation Material pursuant to the requirements of any legal proceeding, Purchaser shall notify the FDIC within one (1) business day of its knowledge of such legally required disclosure so that the FDIC may seek an appropriate protective order and/or waive the Purchaser’s compliance with this Agreement. Notice shall be both by telephone and in writing. In the absence of a protective order or waiver, Purchaser may disclose that portion of the Evaluation Material which is required to be disclosed pursuant to such legal proceeding if, in the written opinion of its counsel, failure to disclose such Evaluation Material in any tribunal would subject Purchaser to liability for contempt, censure or other legal penalty or liability.
Other Disclosure. Notwithstanding anything to the contrary contained herein, AVIF and AIM agree that Prudential shall be fully entitled to make disclosure of information relating to the structure and tax aspects of the transactions contemplated by this Agreement, without limitation of any kind on such disclosure, and all materials of any kind (including opinions or other tax analysis) that are provided herein related to such structure and tax aspects as described in Treasury Regulation Section 301.6111-2(c)(3).
Other Disclosure. (a) During the Term, each Party shall have the right to issue press release or make a public announcement concerning the material terms of this Agreement or the development or commercialization of the Product under this Agreement, such as announcing the commencement and completion of clinical studies for the Product in its Territory, the filing and obtaining of the Regulatory Approvals for the Product in its Territory, the First Commercial Sale of the Product in its Territory, after providing the other Party with reasonable advance notice of the content thereof. Such other Party shall have the right to review and comment on such proposed press release or announcement and the Party seeking such disclosure shall take into consideration and incorporate when appropriate the comment from the other Party.
Other Disclosure. Neither party shall be liable for disclosure of any ---------------- Confidential Information if such disclosure is:
Other Disclosure. To the extent that Bidder is required to disclose the Evaluation Material pursuant to the requirements of any legal proceeding, Bidder shall notify the FDIC within one Business Day of its knowledge of such legally required disclosure so that the FDIC may seek an appropriate protective order and/or waive Bidder's compliance with this Part A. Notice shall be both by telephone and in writing. In the absence of a protective order or waiver, Bidder may disclose the relevant Evaluation Material if, in the written opinion of its counsel, failure to disclose such Evaluation Material would subject Bidder to liability for contempt, censure or other legal penalty or liability.
Other Disclosure. (a) Between the date of this Agreement and the earlier of the Closing or the termination of this Agreement, in connection with the preparation of any Current Report on Form 8-K pursuant to the Exchange Act to report the execution of this Agreement, including the Current Report on Form 8-K announcing the Closing (the “Super 8-K”) or any other statement, filing, notice or application (including any amendments or supplements thereto) made by or on behalf of the Purchaser, the Sellers and/or any of the Acquired Companies to any Governmental Entity in connection with the Transactions (each, a “Reviewable Document”), the Purchaser and the Sellers shall, upon request by the other, use their reasonable best efforts to furnish the other with all information reasonably necessary or advisable in connection with the preparation of such materials, which information provided shall not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not materially misleading.
Other Disclosure. Schedule 7.1(1) is a due diligence checklist prepared by Buyer for Sellers and the information set forth therein is true and correct in all material respects.
Other Disclosure. (a) Between the date of this Agreement and the earlier of the Closing or the termination of this Agreement, in connection with the preparation of any Current Report on Form 8-K pursuant to the Exchange Act to report the execution of this Agreement, or any other statement, filing, notice or application (including any amendments or supplements thereto) made by or on behalf of Live Oak or the Company to any Governmental Authority in connection with the transactions contemplated hereby (each, a “Reviewable Document”), Live Oak and the Company shall, upon request by the other, use their respective commercially reasonable efforts to furnish the other with all information reasonably necessary in connection with the preparation of such materials, which information provided shall not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not materially misleading. The Company shall cooperate in good faith with respect to the preparation of any such Form 8-K, and use its commercially reasonable efforts to provide Live Oak with all information relating to the Company and its business that is reasonably requested by Live Oak and required to be included in any such filing. The Company shall use commercially reasonable efforts to make the directors, officers and employees of the Company available to Live Oak and its counsel in connection with the drafting of any such Form 8-K, as reasonably requested by Live Oak; provided that doing so does not unreasonably interfere with the ongoing operations of the Business. 72
Other Disclosure. Each party shall disclose confidential information only to its employees who require such information in the ordinary course and scope of their employment, provided that such employees shall have acknowledged and agreed to preserve such confidentiality, and that party and such employees shall use such confidential information solely in connection with their needs under this Agreement. However, such confidential information disclosed to employees shall be marked "Confidential and subject to a confidentiality agreement". In addition, Contractor will diligently protect the confidentiality and privacy rights of all policyholders and Home Owners.
Other Disclosure. In the event that Recipient or its Representatives are required by applicable law or regulation, or requested by a governing authority (including a state utility commission) or otherwise required pursuant to a legal or regulatory process, to disclose any of the Information, Recipient will notify Disclosing Party promptly in writing of such requirement or request and the documents or Information requested so that Disclosing Party may seek a protective order or other appropriate remedy. Upon request by the Disclosing Party, the Recipient shall cooperate with the Disclosing Party, at Disclosing Party’s expense, to take all reasonable and appropriate measures including, but not limited to, seeking a protective order or other appropriate remedy to protect the Information. In the event that no such protective order or other remedy is obtained, Recipient or its Representative are authorized to disclose such Information, and such disclosure shall not be a breach of this NDA, provided Recipient or its Representatives furnish only that portion of the Information that it is reasonably advised by its counsel to be legally required and provided they exercise reasonable efforts to obtain reliable assurance that confidential treatment will be accorded the Information to the extent possible.
